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We are in a warehouse turned punk-rock dance hall in the shadowy industrial section of Las Vegas, Nevada, across the highway from the gaudy, neon-lit strip. Here, away from the MGM Grand and Circus-Circus, far from the middle-aged gamblers and the $4.99 buffets, most of Las Vegas' punk-rock fans – all 400 of them – have assembled to see Arizona's highly touted Meat Puppets, a newer outfit called Tom Troccoli's Dog, and Black Flag, perhaps the most infamous punk band since the Sex Pistols.

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There are teenage girls in mohawks. There is a boy who has greased and twisted his long hair so fifteen spikes rise at odd angles from his head. There are guys trying to be Sid Vicious, in their ripped T-shirts, tight black jeans and black-leather jackets, handcuffs dangling from their belts. Girls flaunt the Bride of Frankenstein look. Someone is wearing an Iggy Pop T-shirt. To wit, nearly everyone here looks as if he or she just stepped out of a punk documentary, circa 1977.

Only something is wrong. It's the music. It's not punk. Onstage, Tom Troccoli's Dog is in the middle of a psychedelic jam. The drummer has dreadlocks. The guitarist, sporting long, curly brown hair and a Grateful Dead T-shirt, coaxes feedback from his amp. The punks watch, bemused. Some complain about "the hippie music." A few try to slam-dance to the languid rhythms. Others sit on the floor, staring at the stage as San Francisco hippies used to do at the Fillmore Auditorium about twenty years ago.

What's going on here? What happened to Loud Fast Rules? Two-chord punk rock? Beat on the brat with a baseball bat?

Primal punk is passé. The best of the American punk rockers have moved on. They have learned how to play their instruments. They have discovered melody, guitar solos and lyrics that are more than shouted political slogans. Some of them have even discovered the Grateful Dead.

The reinvention of punk rock began a few years ago when Black Flag, at the time a fairly typical punk band, underwent a metamorphosis. Singer Henry Rollins, who used to shave his head, let his hair grow down his back. Slow, heavy-metal dirges and jazzy, psychedelic instrumental jams were integrated into the group's sets, as were intense guitar solos. This caught Black Flag fans off guard. Kids with shaved heads and KILL THE HIPPIES painted on the backs of their leather jackets suddenly discovered that their favorite band now looked like a bunch of hippies. Help!

In Las Vegas, driving in a dusty black van with white rats spray-painted all over it, Henry Rollins, 24, and (soon to be former) Black Flag drummer Bill Stevenson, 21, make fun of the "punkers" and "stylers" who still rigidly conform to the retro-punk look. "We ought to get our hair cut like the cover of GQ," says the bearded drummer, laughing. "That would really turn some heads around."

This is the new punk rock, 1985 style. Or at least one version. For there is a whole new underground now. Punk – in all its obnoxious, rebellious, snotty glory – lives. It may not get much press these days, a full decade after it was practically invented at a club on New York City's Bowery called CBGB's, but it's still around.

You can find it in Minneapolis, where the Replacements, drunk out of their minds, sing songs like "Gary's Got a Boner" and "Fuck School." You can find it in San Francisco, where the original punk spirit of anyone-can-do-this lives on in Flipper, a band that, when it's not in the midst of one of its periodic breakups – as it is at the moment – lets members of the audience climb onto the stage and sing. And, naturally, you can find it around Los Angeles, where Black Flag releases albums like Family Man, with a cover that pictures a man holding a gun to his own head, while his wife and kids lie slaughtered nearby. The caption on the cover of Family Man reads: November 23rd, 1963. "We like to make an impact," says Rollins.

"We're getting away with doing what we like to do," says Ted Falconi, 38, a former art teacher and a guitarist for Flipper. "We're rock's bad boys."

These bands tend to be classified as punk or, in the last few years, as hardcore. But to lump them all in the same category is to ghettoize them. For Black Flag and the others are simply carrying on the most basic of rock & roll traditions. They fit nicely alongside rock's flamboyant rabble-rousers, from Little Richard to the New York Dolls, from the early Elvis to the Doors. These bands are loud, wild, intense, unpredictable, irritating and, of course, controversial. Guaranteed to upset your parents. Most of your friends, too. "A rock & roll band needs to be able to get under people's skin," says Paul Westerberg, 25, lead singer of the Replacements. "If it can't, then you ain't worth nothing. You should be able to clear the room at the drop of a hat."

"So what?" you may say. Isn't this just more of the same old adolescent blather punks have been spewing out for years? Yes and no. For one thing, the sound has changed. Though it was the rigid amphetamine thrash of New York's Ramones and, a few years later, a batch of English punk bands that inspired and defined hardcore music in the late Seventies, the music of the neopunk bands is both varied and eclectic. Among their influences you'll find such diverse artists as Hank Williams and Rick James, ZZ Top and José Feliciano. The Meat Puppets play a kind of psychedelic country & western music. Flipper specializes in haunting drone rock. The Replacements mix country and blues with hard rock Rolling Stones-New York Dolls style. The Minutemen's one- and two-minute haikus are set to condensed punk versions of rock, jazz, blues, country and funk. Hüsker Dü's music is an ear-splitting roar of frenzied power chords and life-is-pain screams.

These groups all have something to say. The Replacements rant about technology that alienates people ("Answering Machine") and the way the video revolution has sold out rock & roll ("Seen Your Video"). Black Flag deals with hypocrisy and guilt ("Slip It In"), indecision ("I Can't Decide") and jealousy ("Black Coffee"). The Minutemen worry, in one song, about Michael Jackson wasting his power ("A Political Song for Michael Jackson to Sing") while noting in another how punk rock changed their lives ("History Lesson Part II"). Flipper philosophizes about boredom ("You Nought Me") and pollution ("Love Canal").

The common thread that continues to run through punk is a dissatisfaction with the modern world. How that frustration is articulated varies greatly. The Minutemen advocate political awareness. "Music can inspire people to wake up and say, 'Maybe somebody's lying.' This is the point I'd like to make with my music," says Minutemen bassist Mike Watt, 27. "Make you think about what's expected of you, of your friends. What's expected of you by your boss. Challenge those expectations. And your own expectations. Man, you should challenge your own ideas about the world every day."

Hüsker Dü tends to be more introspective. "I don't write about politics because I'm not an expert," says Bob Mould, Hüsker Dü's twenty-five-year-old singer and guitarist. "Some bands find it very necessary to claim they're politically relevant when in actuality they don't know shit about politics. Not informing people is much better than misinforming people. We're sort of like reporters in a way. Reporters of our own mental state. Reporters of the state of the air. Consciousness. Of the day. We make personal statements."

A common complaint heard from the bands is that they are misunderstood. "The critics equated the abrasiveness of the band and some of the harsh personal realities expressed in our songs as being negative because it wasn't all love and flowers," says Bob Mould. "I think we're trying to say something fairly positive."

Most of these neopunk bands are not signed to major labels. They do not have big-time managers. They do not have much money. Black Flag tours constantly, crisscrossing the country in a beat-up van. The group played over 200 gigs last year. On a good night Black Flag may earn $1000, which has to cover a soundman, a couple of roadies who also sell T-shirts, truck rental and other expenses. On tour the four members of the band somehow exist on $12.50 a day. At home, in L.A., they "scavenge" food and lodging. "We are the hungriest band I've ever seen," says Rollins, who grew up in the suburbs around Washington D.C. "I've never seen a band who would go to any lengths to play like we will."

On the road many of the musicians sleep in their vehicles or on any sofa or floor they are offered. When they are home, they crash in rehearsal halls, low-rent apartments or even with their parents. "We get in the van and drive to a town, play, stay at a friend's house," says Paul Westerberg. "Wake up when they throw us out. Drive the rest of the day. Play the next night. We get fifteen dollars a day. And when we're home, we don't get nothing. We're way in debt. We have van problems. We own a van, it breaks down, and you know when you play that the gig money goes to pay for the broken-down van. We're used to it."

There are also lifestyle differences between the neopunks and their progenitors. Many of the new bands avoid drugs stronger than marijuana. Some concern themselves with eating healthy food and staying fit. Some don't drink. Black Flag guitarist Greg Ginn, 31, and Flipper singer-bassist Bruce Lose, 26, are vegetarians. Black Flag and Hüsker Dü pride themselves on being "responsible" – a claim Johnny Rotten would never have made for himself.

Unlike the punks of the Seventies, this new generation also has some respect for hippies and the values they embraced in the Sixties. Around the Black Flag office and rehearsal room, in Redondo Beach, California, one frequently sees long-haired roadies wearing Grateful Dead T-shirts and playing Aoxomoxoa or Workingman's Dead on their boom boxes. Greg Ginn says one of his dreams is for Black Flag to open for the Grateful Dead. "It seems like a lot of the things that happened in the Sixties – freedom, having an open attitude – are being replaced by a new puritanism," complains Ginn. "It's time to loosen it up. A lot of stuff done in the Sixties was important."

If you saw Henry Rollins hitchhiking, you wouldn't stop to pick him up. He looks like a psychopathic hippie, part Jim Morrison, part Charles Manson. Real bad news. A Born to Lose kind of guy.

Get close to him – it's downright scary. Eyes that bore right through you. Hair, a tangled mess that falls past his shoulders, down his back. Ragged, ripped clothing. Lots of tattoos: skulls and snakes, ghouls, a spider, a bat. And, etched across his upper back in inchhigh letters, Henry Rollins' philosophy of life: SEARCH & DESTROY.

"I think you really got to look at it deeper than surface level," says Rollins. "I mean, the way I look – this is only skin." Perhaps, but Rollins' image – and the way it alienates him from so much of society – in many ways characterizes the relationship between Black Flag and mainstream America. "I guess we offend a lot of people," Rollins has said. "The hair length, the way we look, the way we dress isn't conducive to one-way thinking."

An aura of dark violence hangs in the air around Black Flag, like soot from a turn-of-the-century factory smokestack. Sitting in a hamburger joint down the street from Black Flag's office, Rollins wolfs down a burger and stares at several kids glued to videogames. "Life, for a lot of people, is a very surface-level experience," he says. "I see these lard-assed kids in front of these videogames. You know, as close to any kind of real destruction as they'll ever get is to put a quarter in and blow something up. When I see complacency, I just got to fuck with it. This is such a soft place to live. A lot of places to me are like a big open throat waiting to be cut. You can walk into a lot of these houses and kick the door down and just take it. It's yours. I'm not going to be cutting nothing, because that's not my life. But I'm in favor of something else for me."

Black Flag has been associated – unfairly, its members claim – with punk violence since the late Seventies. People have accused the band of being sexist, racist and fascist. The group was forced to move out of three L.A. communities. "Our whole thing has been made out to be brutal, fascistic and violent," says Rollins, who doesn't drink or use drugs. "Those are three things that we're very much not into at all. We're not violent. We're not evil. We don't like to see anybody hurt at any time. I don't like to see violence at anybody's shows. I've seen more violence at Van Halen than at any of our gigs."

While Black Flag's music no longer resembles the punk of the past, there are similarities between a late-Seventies Sex Pistols concert and a Black Flag performance. There is a feeling that outbursts of crowd violence are imminent. Sometimes the audience spits at Rollins. Sometimes he jumps right into the crowd, a swelling, moving, slam-dancing group of kids. Rollins has been known to punch out a particularly obnoxious and unreasonable heckler who wants to fight and will not let him perform. "My thing is real confrontational," says Rollins of his performances, which have, on occasion, left him with broken bones. "I mean, I don't like to go beat people up, but I like to be real close. Bring it home. If someone wants to touch me, kiss me, hit me, stab me, talk to me, sing with me, they should be able to lean over and do it!"

Perhaps more than anything else, Black Flag wants to shake up its audience. "I find it really distasteful to have a band that plays to me what I want to hear," says Greg Ginn. "That's no kind of expression. We don't play to satisfy an audience. We play what we want them to hear. If you love your audience, you try to bring them something they don't already have. You don't play to their current sensibilities and not give them anything that would threaten them. To me, that shows a total disrespect for an audience."

'If you work for SST records, you have to be prepared to sleep on the floor," says Jordan Schwartz, 21. That's just what Jordan and Black Flag manager Chuck Dukowski do. They sleep on the floor of the messy office in Redondo Beach, which, along with a cramped, low-ceilinged downstairs rehearsal room, serves as Black Flag's base of operations.

SST is the most important underground record label in America. As the Los Angeles Times noted not long ago, "The company [SST] has matured into a showcase for some of the best alternative rock bands in the country." In addition to Black Flag, other acts that record for SST include the Meat Puppets, the Minutemen and Hüsker Dü. In its five-year existence SST has released over forty recordings, eighteen of which are LPs. Last year alone SST released four albums by Black Flag as well as double albums by the Minutemen and by Hüsker Dü and albums by the Meat Puppets, Saccharine Trust and St. Vitus.

SST is just one of a group of underfinanced, low-budget underground labels – San Francisco's Subterranean and Minneapolis' Twin/Tone are two others – which have been recording bands that the major labels have either overlooked or dismissed as uncommercial. "Me and my friends wanted to record the punk-rock scene," says Steve Tupper, 38, explaining why he formed Subterranean Records in 1979. The label's best-known act is Flipper. "We have this viewpoint of looking at this musical underground, rather than the established or commercial acts – this feeling that there is a real musical underground, and that's where the most interesting stuff is coming from. A lot of the stuff we put out is abrasive. We like to annoy."

Like a handful of English indies – Factory, Mute and Rough Trade, for example – the American underground labels are not as interested in making money as they are in affecting culture. Which explains why a guy like Steve Tupper worked in a machine shop for several years, pouring all his extra money into Subterranean, recording bands that have absolutely no chance of ever being popular. "Our music is a real alternative to mainstream music," says Tupper. "Why that's important is that society as a whole is totally fucked. What we're looking at is using music to challenge a lot of the assumptions of what constitutes music and what constitutes an acceptable form of entertainment and expression."

SST also began in 1979, when the members of Black Flag realized that if they were going to make records, they would have to do it themselves. The first release, a Black Flag EP called Nervous Breakdown, cost $600 to record. Flipper made its now-classic first LP, Album Generic Flipper, for less than $3000. The Replacements' critically acclaimed album Let It Be cost $6000. The four full-length LPs released by Black Flag last year cost a total of $6000. Hüsker Dü's two-record set cost $3200, while the Minutemen wrapped up their two-disc masterpiece, Double Nickels on the Dime, for $1500.

To date, nearly 250,000 of Black Flag's albums, EPs and singles have been sold. The other labels – and bands – have not fared as well. Twin/T one has sold 42,000 copies of the Replacements' Let It Be and another 30,000 of the band's previous releases. Subterranean has sold about 28,000 copies of Flipper's two albums. Nearly every SST release has more than made back its cost, and the recent Hüsker Dü and Minutemen albums have won both bands voluminous amounts of critical praise.

One problem these labels share concerns independent distribution. "A record store takes one Black Flag album," says Ginn. "If they sell it, they wait until the distributor comes in a week later, then order one more Black Flag album, which they don't get for another week. Meanwhile, people come in looking for the albums, and they're not there. Or they file them in the import section. Or under New Wave. If we were distributed by a major label, we'd be filed in the rock section, which is where a lot of our fans expect to find our records. We're not New Wave."

Even if a record sells well, collecting revenues from the independent distributors is not always easy. "We've grossed almost $300,000 this year," says Chris Osgood, head of distribution at Twin/Tone. "But we've got $133,000 outstanding that I haven't been able to collect from distributors because nobody really wants to pay you until you have the next release. I'm sure that all indie labels have that problem."

One band that is tired of dealing with alternative labels is the Replacements. After considering offers from both CBS and Sire Records – the label Madonna records for – the Replacements recently made a deal with Sire. "If they leave us alone and give us a little push, they're going to have much better results than trying to steer us in directions," says Paul Westerberg. "We're all bullheaded. You know, if anyone tells us what to do, we're real immature about it, and we'll go in the exact opposite direction."

Black Flag tried working with larger labels three and a half years ago in hopes of alleviating its distribution problems. The group signed a distribution deal with Unicorn Records, an L.A. label that, in turn, had a distribution deal with MCA. But when an MCA executive heard the Black Flag album Damaged he refused to distribute it. He called it "an anti-parent record." Then Black Flag and SST got involved in a protracted legal hassle with Unicorn that kept SST from releasing any Black Flag albums until the end of 1983. So much for major labels.

Of course, neither Warner Bros, nor CBS is exactly jumping to sign Black Flag or any of the bands that record for SST or Subterranean. It's hard to imagine any major label releasing an album like Family Man and its violent cover. Or Black Flag's My War, the cover of which depicts a smiling hand puppet holding a butcher's knife. And the song "Slip It In" would definitely be considered obscene by the PTA.

Yet even without the push major labels could give them, the neopunk bands will continue, struggling along, keeping the rebel spirit alive. All of the key bands have been together for more than five years – and they plan to stick around. "I think being outside the mainstream music business is good," says Bob Mould. "When you tie yourself down to a major label, you give up all your individual control over things. You become part of a machine. It wouldn't seem right for Hüsker Dü to come out on Polymer Records."

Or, as Bill Stevenson says in Vegas before beginning the all-night drive back to Redondo Beach, "I won't sell my art for money. I've got too much of my soul in this. I'd rather kill myself."